Desolation Upon The Mountain
by rika08
Summary: The Oakenshield Company may have escaped Azog and the Goblin's wrath, but there is still much more to come before they reach the Lonely Mountain. And what will be asked of them will test their souls and hearts. Sequal to: A Different Adventure & 'Abad Miziminh
1. Heir's of Durin

Autumn had come to Rivendell. The leaves of the trees had already changed in color, casting waves of gold, red, and yellow through the lush valley. With a simply gust of wind, fallen leaves were thrust up into a hypnotic dance of dozens of colors. However, no amount of wind or distractions could divert the attention of Lady Valídhreníel from the agonizing pain coursing through her body, nor could it prevent a cry of anguish from slipping from her lips.

The Lady lay within the house on the furthest edge of the great city of the Elves, allowing the privacy requested upon by her own will. She occupied a single bed within her chambers, her eyes closed tightly in pain. Her hands clasped around the linen sheets of the bed till her knuckled grew white with exertion. Another cry of anguish filled the air, as the pain grew overwhelming. Sweat rolled down her face and bare shoulders, catching on her soaked chemise. For countless hours, Valídhreníel had been tried in her labor. Hours did her body endure the frequency of pains that grew not only in strength but also in numbers, and though the lady was not unaccustomed to pain, her threshold of endurance was surpassed within the first few hours. What more, there appeared to be very little progress made.

As the pain subsided, a feeble gasp escaped Valí's trembling lips. Her grip upon the linen grew lax. She opened her eyes, momentarily staring up at the autumn night sky. A cloudless night stood above her, bearing it stars for her to see. Yet in her vision, the stationary orbs seemed to dance through Valí's vision. Valí inhaled slowly, closing her eyes. She released her breath with the same steady action that she drew in. She was no fool, her mother's training in the healing arts had not fallen on deaf ears, nor was this her first birth-though it was her first, as the laboring woman-Valí knew all too terrifyingly well; she and her child were in danger. Yes, there were labors that were long an exhausting for all, but those that Valídhreníel attended that progressed very little rarely ending in tears of joy.

"My lady." called the voice of the midwife. Aiula had come the moment words had spread Valídhreníel had gone into labor.

Valídhreníel opened her eyes. The face of Aiula was unfocussed. The dark locks of her hair were blurred, as were her features despite the time given to adjust. The course had taken much from her strength. Valí feared she would have nothing left should her time ever come. "What progress?"

"Do not fret, you have made great progress." Aiula replied. Her words brought great comfort, but Valí could sense there was more to her words.

"But not all is right, is it?" Valídhreníel inquired.

Aiula shook her head. "I am afraid it is not. You have progressed, but the babe is breeched. The position of the infant must be changed before it can progress further."

Valídhreníel nodded quickly, breathing heavily. She knew the risks to the infants life should it continue as breech. "Do it."

Aiula moved along Valídhreníel's side, kneeling on the floor beside her. She pushed up the sleeves of her gown and placed her hands upon Valídhreníel's abdomen. With one hand placed high and one low, Aiula began her work. Firmly, she adjusted the infant's position, pressing against Valídhreníel's abdomen. Valídhreníel cringed, but tried to remain relaxed as Aiula worked. She could feel the infant moving ever so slightly at the midwifes lead, slowly changing direction.

"There." Aiula drew her hands from Valí's abdomen. She turned to her aid. "Niehia, fetch some clean water and linen." She drew her eyes to Valídhreníel and smiled. "Are you ready to bring your child into this world?"

One of many questions had asked herself numerous times since discovering she was with-child...and separated from her husband. No word had reached him of her whereabouts, nor if he had any desire of locating her. Was she capable of caring for their child alone? Was she even capable of surviving the birth of their child? Moreover, should she pass, who would take care of their child in her stead? So many uncertainties lay just moments ahead of her, all depending upon the next precious seconds.

"It's time my lady." Aiula spoke, drawing her attention from her thoughts.

Valídhreníel nodded unsteadily and lifted to support herself upon her forearms. Her body was riddled with such great exhaustion. She took a deep breath as the foretelling of another bout emerged. Her fists clenched the sheet tightly as she began to push with all her might. The pain quickly surpassed her threshold within seconds, spreading through every nerve and muscle of her body. Valídhreníel cried out in pain, but kept pushing. Her heart hammered away inside her chest, echoing through her ears, and silencing Aiula's words of encouragement. She felt the slow, painful motions of her infant passing through her, slowly emerging into the world. Using what remained of her strength and one final cry into the night, Valídhreníel felt the pain reach its full peak as her infant emerged. She all but collapsed against the bed, gasping for a breath.

"Wonderful." Aiula cheered. "You have a son."

Niehia joined Aiula with the clean linen, draping it around the newborn infant.

Valídhreníel laughed breathlessly. A son. She had a son. Tears filled her blurred vision and she closed her eyes. She felt her heart beating against her chest and in her ears. Her hands trembled against the linen of her bed. She had nothing left of her, but her son had been brought into the world. Her son. Thorin's son.

Valídhreníel opened her eyes and tried to lift her head to view her head. However, the sight of Aiula and Niehia tending to her infant son sent fear coursing through her body. Her son made no cries as newborns often do. A sure sign of a healthy infant. Yet her son remained silent.

"Why does he not cry?" she whispered. Panic filled her heart. "Why does he not-uughh!" Her words died into a scream of agony as a familiar pain coursed through her body again.

Aiula returned her attention to Valídhreníel. "Niehia, take the babe and send for the healer."

Niehia nodded shortly and departed the room quickly, carrying the infant in her arms.

Valídhreníel watched helplessly as her son was taken from her sight. She whimpered in pain. "Why did he not cry? Why?"

"My lady, you much focus." Aiula informed. "There is still one more babe to be delivered this night."

Valídhreníel looked to Aiula in terror. "Another?"

Aiula nodded grimly. "You must push, now!"

There was nothing left of her from her son's birth, but the look of distress in Aiula's eyes spoke that her second child was in danger. Valídhreníel did as Aiula had demanded and pushed. Pain immediately swept Valídhreníel in its clutches. Thousand of daggers not only pierced, but also twisted every inch of her body, dragging out the agony ripping through her being. Her heartbeat thundering within her ears drew silent, as did the room around her. As the pain increased one hundred fold through her body. Her trembling hands suddenly grew numb and cold. The cold numbness slowly spread up her body and into her chest. Her legs came next, traveling up her body. As the pain reached its threshold one last time, a small whimpered escaped Valí's cold lips as her body tumbled against the bed. Her head fell to the side, staring out across her chambers. Yet just moments before the darkness engulfed her, Valí caught sight of a familiar figure walking toward her. He drew near until he knelt beside her bed. Through blurred sight, Valí could not mistake the dark plaits and beard for anything.

"Thorin."

Darkness took her from him.

* * *

Valídhreníel awoke with a sharp intake of breath. Her mind was blank of everything, if only for a few beats of her heart, which no longer thundered within her chest. Valídhreníel blinked quickly. The sun had risen over the mountains, signaling a significant amount of time had passed since the events of the previous evening. Though her body showed the signs of exhaustion, Valídhreníel forced herself upon her forearms and searched for any sign of her children. Children, two. A son...and one mystery to her.

"A strong will runs in your family." came a soft voice.

Valídhreníel turned toward her voice, finding her one friend settled nearby.

Arwen Undómiel sat to Valídhreníel's right. Her dark hair hung loose against her back. She wore her riding dress, implying she had recently returned to Rivendell. In her arms, wrapped in clean linen, was one of Valí's sleeping infants. Settled beside Awren's chair, was a hand carved wooden cradle.

"You were to be in Loríen." Valí replied.

"I returned with the rising sun. Aiula informed me of her labor. I insisted upon watching over you for some time." Arwen nodded. She looked down at the infant in her arms. "Your son came around not long after leaving your chambers, crying out to his heart's content."

"And his sibling?" Valídhreníel tried to keep a strong voice, but exhaustion and fear overtook her emotions.

Arwen smiled brightly. "You daughter is a fighter, just as her mother is."

A strong smiled crossed Valí's face. "A daughter?"

Arwen rose from her chair and moved to the bed. She tilted the infant in her arms gently, revealing to Valídhreníel. "Your daughter, Valí."

Valí gazed in awe at the small infant cradled in her friend's arms. Her daughter was no larger than a water skin. Dark, thick curls stuck to the top of her small head. Valí drew her finger gently around her daughters face and her pointed ears. She was absolutely beautiful. "Saebrylla."

"They take after their mother." Arwen whispered.

Her words struck deep within Valídhreníel, causing her to take a second gaze upon her child. It was true. Both Saebrylla and her brother held strong visibly traits of herself. The more prominent features of her mother's bloodline; they appeared as elven infants. Though they were tiny, only time would tell whether their Elven or Dwarvish blood dominated their destiny. Valídhreníel felt her blood run cold. What future would her children have if they were to reunite with their father and they should take upon their mother's nature? What would become of them should their Elven blood be dominant in their lives? What would Thorin's anger hold toward them?

"Arwen, could you go inform Aiula of my condition?" Valídhreníel inquired. "She must surely wish to know immediately. I can only imagine the concern she must feel after what occurred."

Arwen studied Valídhreníel for a moment. "Are you certain you wish to be alone with your children so soon?"

Valídhreníel nodded. "It will only be a few moments. Surely I can manage."

Though unsure of her friend request, Arwen consented. "Very well. I shall return as soon as possible." Arwen gently passed Saebrylla into her mother's arms and departed the chamber.

Valídhreníel gazed down at her daughter's sleeping face. So innocent and unknowing of the world around them. Of what awaited for them in their future. Valídhreníel drew a gaze to her son, Thorin's heir. Already she could see their son to be fair-haired, like his mother. Tears filled Valídhreníel's eyes, blurring her vision. They were so innocent. They did not disserve the hatred of their father thrust upon them. She could not allow that to happen, no matter what the cost or pain. She was their mother and it was her duty to protect her children from harm, even their father. What she was to do...it was unthinkable, unimaginable, and unforgivable even. It would create a great rift between their entire family. And it was to be their future.

A tear slid down her cheek. "Forgive me."

* * *

first chapter!

okay, so in case anyone was wondering why I have this chapter as the first one, I wanted to follow the movie and have a past event the opening scene. plus I felt this scene was needed. hope it didn't disappoint. I'll try to get the next chapter written as soon as I can. it will depend upon my Hobbit muse.


	2. Flee

The sharp howl of a Gundabad Warg pierced the night air, spreading across the mountainside. The howl reached the sensative ears of the resting Oakenshield company, alerting them all within seconds. Every dwarf, hobbit, and wizard rose to thei feet within moments and rushed along the mountain path, no one bothering to linger. For nearly four days since the battle upon the Misty Mountains, Azog and his band of Orcs continued their hunt of Oakenshield and his company. And for as many days, the company had not stopped for more than a small handful of moments for the slightest of respite. Their moment upon the Carock after their initial escape had boughten them time, but it had been time well used by Azog to continue his hunt.

"Run!" Gandalf called to all as they raced thorugh the mountainside, weaving between trees an dodging large bolders in front of him.

The mountain path was unpredictable. The a dusting of dry, tall grass, one couldn't be certain if their boot would find solid earth or a empty hole. Still they raced through the mountain, pushing all exhaustion aside as their lives depended upon it. The moon was still high in the sky, proving some light for the company to see by. Fíli and Kíli ran side by side along the path, neither one taking more than a few steps from the other. Dori kept pace with Ori, ensuring his younger brother was not seperated from him. Bilbo and Bofur follwed closesly behind the leading wizard, while Balin and Bomber fell in the back due to their size within the difficult path. Bifur remained near the back with Nori. Gloin and Oin remained somewhere between Dori and Bifur. Dwalin, Thorin, and Valídhreníel used the boulders to their advantage, using the boulders to travel above the path and move about easily. Dwalin lead across the boulder, followed closely by Thorin. Valídhreníel lagged behind, matching her speed with Balin and Bomber, but also taking the time to glance behind them.

Through the darkness, her eyes searched for any sign of the Orcs. But through the darkness, her eyes only saw the sparely spread trees, boulders, and her breath. If the Orcs fell upon the company now, they stood no chance. The mountain would slow the Warg's and force the pack to find an alternative path, but only for so long. The slopes would steady an lay flat across the earth and there the Wargs and orcs would take them all.

"Valí!"

Valídhreníel turned at Thorin's call. He, too, had stopped when she did, several yards from her. He still bore the marks of his previous battle with Azog, yet he still had the strength to carry on. But for how much longer? How much farther could they travel before they were corralled by the Orcs?

Thorin remained where he stood, his gaze on Valí. The look in her green eyes had haunted him many nights after the battle of Moria. The look that had sent her into the mountain near the cost of her life. Her eyes drifted back to the path they had traveled while her hands took up her bow. "Valí, we cannot afford to delay."

"Then you should continue." she replied, still gazing behind them. She reached into her quiver and retrieved an arrow. "They will be upon us quickly."

"And upon you as well." Thorin replied. He drew closer. "Whatever your plan you have thought of, Valí, I advise against it."

"What chance do we have at outrunning Gundabad Warg's?" Valí inquired. "Their chance upon has will soon leave this company with little energy to fight them again. If I remain, their attention will be upon me and slow them down."

"You cannot hope to defeat them." Thorin reasoned.

"No, merely delay them." Valí answered. she notched an arrow to her bow. "Gandalf had rejoined the company, I am no longer needed to remain."

"That does not entitle you to throw your life away for a foolish endeavor." Thorin said. He drew closer to Valídhreníel, standing only a boulder from her. "Come with us. Stay with the company until it is safe to depart."

A small smile crossed Valí's scared lips. She turned to look back at Thorin. The wind caught strands of hair from both warriors in its grasp. The cool wind tossed about her plaits over her shoulder. "Tis not the worst endeavor I have made."

Thorin shook his head in defeat. "Is there nothing I can say to convince you to stay?"

A howl pierced though the air, growing closer to them. Thorin and Valídhreníel turned toward the mountain side.

"Run!" Gandalf called, now growing further ahead of them.

Thorin gripped his sword tightly and looked to Valídhreníel. "Valí-"

"Go." She spoke, glancing his way once more.

Thorin turned in defeat and followed after the company, leaving Valídhreníel where she stood. No matter what he said to her, she would still remain. And as her agreement with Gandalf was to conclude upon his arrival, she had no reason to remain part of the company. Thorin leap across the boulders, following a ways behind Dwalin and the rest of the company. Whatever time she could buy them, they could not waste it.

* * *

Valídhreníel stood upon the boulder, watching the company depart until the very last was out of her sight. She could still hear them running down the mountain, putting as much distance as they could. With a heavy sigh, Valídhreníel drew her hand to her cloak and drew up her mask and hood. She turned back toward the mountain and waited. She drew back her bow, and took careful aim. Her right arm trembled under the tension of the bow. Several wounds inflicted by the cat of nine tails had reopened during the course of the past four days. Fresh blood soaked through the cloth around her arm and vambrace. Several drops fell from her arm and pooled upon the boulder near her boots.

Cloaked and armed, Valídhreníel stood completely motionless, starring at the mountainside. Her very breath seemed to slow as she waited. She closed her eyes, allowing herself to fully grasp every sound that surrounded her. She could hear them. The company, they had made great distance already, though not great enough. The raspy breaths of the Warg's filled her ears, drowning out the breaths of the Dwarves. She could hear their padded paws trample the earth and stone, snapping limbs from the sparsely spread trees as they ran.

A thick branch was crushed beneath a paw, just outside of her line of sight. Valídhreníel opened her. eyes just as the beast burst into sight. A mass of tan fur charged her, slamming its head into her chest. The forced threw her from the boulder and onto the uneven ground. Her bow and arrow were knocked from her grasp and tumbled out of her reach. Its paws pinned her arms to the ground, preventing her from reaching for her daggers. Its snout pressed against her face, breathing heavily.

Valídhreníel opened her eyes and found herself pinned down her own Warg. Dcor nudged Valídhreníel's face with his snout and barked happily. She exhaled deeply. "_Rhaich_, Dcor! You scared the life from me." She pried one of her arms from his paw and pushed against his snout.

Dcor freed her other arm and took a few paces around as Valídhreníel came to her feet. She quickly retrieved her weapons from the ground. Dcor knelt to the ground as Valídhreníel leapt onto his back. She slid into the saddle and took up her bow once more. Beneath her, Dcor growled threateningly toward the mountain. His body tensed beneath Valídhreníel, preparing himself for confrontation.

_"Tulunka."_ she whispered. She took steady aim toward the mountainside. her eyes glanced ahead of them, watching for the slightest motion.

It came from her right. With great speed, Valídhreníel turned toward the motion and loosed her arrow. It soared through the limbs out of sight. Mere moments after leaving, a shrill cry of a wounded Warg pierced the air. The cry was short, followed quickly by the sound of its body giving way to the ground dead. The arrow found its mark.

Valídhreníel took hold of Dcor's fur and urged him along. _"Rima!"_

With a firm nudge into his side, Dcor took off along the mountain side, just as Azog and his pack broke the forest line. They shrieked in furry as they raced after the fleeing Warg and She-Elf. Dcor leapt off the boulders and nearly flew across the ground. Behind them, Azog lead the pack, waving his mace through the air. Valídhreníel notched another arrow and turned around. She loosed the arrow and watched it soar toward the pack, striking an Orc in the chest. It tumbled from its mount and struck the earth with a distinct sound of breaking bones.

_"Worori Ta-Golug!" _Azog ordered.

_"Rima!"_ Vali urged. They raced across the mountain side as the sun began to side. Whatever time she could cause for a distraction, she had to take. It was the companies only chance.

* * *

phew second chapter done. please be nice, i'm trying to get back into hobbit mode.

translations:

_Rhaich-curses_

_Worori Ta-Golug Kill the She-Elf_

_Rima Run_

_Tulunka Steady_


	3. A Safe House

Bilbo climbed up along the rocks and carefully peeked above them. The sun was just beginning to rise in the east, providing an adiquate amount of lighting for the Hobbit's eyes. From his well hidden place amongst the rocks of the mountain, he safely sat and watched the pack search for them at a distance. The Warg's sniffed the ground, following some scent that was not of the companies. Yet from his Warg, Azog looked in another direction; Bilbo's direction. As if the Pale Orc knew the company was not on the path the Warg's believed. Still, Azog permitted the pack to follow Vali's trail, leading away from them. Bilbo pushed himself higher above the boulder, trying to catch a glimpse or sighting of Lady Vali. It had been some time since her departure from the group, though Thorin had explained her reasoning, Bilbo could not help but worry for the Lady Elf's safety. Her interference against Azoog would surely lead to her immediate death should the Pale Orc catch her.

Bilbo turned to report back to the company, when something large caught his eye. Hugging close to the rock, he carefully peeked from behind the rock and found a great beast near him. It stood no further than twenty yards from Bilbo. The beast was astonishingly size, greater than the Wargs of the Orcs. Its body was a mass of thick muscles nad dark fur. It stood on four, large legs, that beared its weight with ease. Yet as it stoodd so close to the Hobbit, its attention was focused upon the Orc pack.

Taking great care, Bilbo slipped from his place and eased his way back down the mountain. He glanced behind him, ensuring the great bear ddid not see him escape. He hurried down the mountain where the company awaited. They had traveled several leagues since Validhreniel's departure, nearly at the mountains roots before the flatlands and thin forests. Bilbo ran through the small gap between the mountain edges. Large enough for the company to venture through, but not the Warg pack. His feet hurried across the dry grass top of the mountain, jumping rocks and holes.

The company stood near the opening as Bilbo drew nearer, their attention upon the entrance and their surroundings. Thorin stood closest to the entrance as Bilbo emerged.

"How close is the pack?" he inquired.

Bilbo shook his head. "Too close, couple of leagues, no more."

"Have the Orcs picked up our scent?" Dwalin asked.

Filí stepped closer. "What of Valí?"

Bilbo glanced between the young Heirs of Durin and Thorin. Each one held the desire to know what had become of her. Even Thorin seemed apprehensive with her departure, though he had remained silent on the matter. "I saw no sign of her, but the pack still seems to be following her scent than ours."

"Then she still has a chance." Kilí sighed with relief.

Bilbo nodded. "More than we will, but that's not the worst of it. We have another problem."

Gandalf frowned with worry. "Did they see you? They saw you."

Bilbo shook his head. "No, that's not it."

Gandalf's worry quickly washed away with a smile. "Good, what id I tell you? As quiet as a mouse. Excellent burglar material."

The company nodded in agreement and broke into small discussions of Bilbo's skills. Bilbo sighed with frustration. With all their dallying the were committing at the moment it was a wonder the pack had yet to find them, or the beast for that matter. And between the two dangers, the bear had been the closer of the two.

"Will you listen?" Bilbo demanded shortly. "I'm trying to tell you there is something else out there!"

The company drew silent, even Gandalf, though only for a moment. He stepped toward Bilbo, his eyes set on the hobbit. Could it be possible they had a chance of outrunning the Orcs, if **he** still roamed the woods. "What form did it take? Like a bear?"

All eyes drew to Gandalf.

Bilbo blinked with surprise. How was Gandalf aware of the beast? "Ye...yes but bigger. Much bigger."

Gandalf turned, deep in thought. It was true. The beast did still roamed the woods. They still had a chance, so long as they could reach the safety of his presence.

"You knew about this beast?" Bofur asked. The fear was clear through his voice. "I saw we double back."

Thorin shook his head. "We'd be run down by a pack of Orcs." But their choices were few.

"There is a house, it's not far from here, where we might take refuge." Gandalf explained, turning to face the company.

"Who's house?" Thorin demanded, stepping toward the wizard. "Are they friend or foe?"

"Neither." Gandalf replied quickly. "He will help us, or he will kill us."

Three choices laid before them, each one with a slimmer hope of survival than the last. To proceed running from the back. To double back, or to seek out shelter. Of the three choices, the only one with the slightest chance of survival was the choice the entire company feared most.

"What choice do we have?" Thorin asked in exasperation.

"None." Gandalf said. He turned and started toward the forest. Only a half a moment passed before the company followed after the wizard.

They raced down what remained of their mountain pass, quickly coming a large spacious plain that bore several breaks with small streams. Gandalf lead them across the plain. Their boots pounded against the solid earth and grass covered plains. Water splashed up with each thundering step through the small streams. By the time the sun had risen well into the sky, the company had ventured near the edge of the forest.

The rays of the sun were dimmed by the thick branches of the trees. The yellow grass became pine needles and moss. Gandalf led them across the earth, down a small hill before stopping. The company stood within the safety of the forest, trying to catch their breath. Just how far was this house? Moreover, could they reach it in time? With the Orcs none too far behind them and this bear in the forest, what chance did they have of reaching this house of refuge?

Suddenly, the stillness of the forest was pierced by the most vicious sound that the company had ever head. T'was no Warg cry that filled the air, but that of another beast. Each head turned toward the cry, which was no less than a league behind them. This creature that hunted them, it would surely be upon them soon.

"This way!" Gandalf ordered. "Quickly!"

No one dwarf hesitated. They turned quickly and followed Gandalf's lead. They leapt over small boulders, following the uneven earth. No one soul dared to look back of fear for what they would find hunting them. They weaved through the trees at Gandalf's lead, following blindly. The tree line became thin, opening into a vast, spacious field. yet within the golden field stood a grove of trees, surrounded by a great hedge.

"Into the house!" Gandalf ordered, breaking through the tree line. "Run!"

One by one the company burst through the tree line and into the field. Their boots trampled the golden grass with each step. As Bombur burst through last, he sprinted off. One by one, he overtook the company across the field until he was followed only a few paces behind Gandalf. The wizard reached the hedge entrance and paused beside a great wooden archway. Bombur, Filí, and Kilí passed through first and continued toward a large door within the hedge circle. Bombur did not stop until he reached the door, barreling into the sturdy wood front first. The door was great and heavy, and hurled Bombur to the ground with ease. Fili and Kilí threw their shoulders to the door, trying to budge it open. but the door held firm.

"Come on! Get inside!" Gandalf urged. He watched the tree line as the last dwarf entered the hedge grove.

From his post at the hedge entrance, Gandalf watched as the great beast burst through the tree line across the field. A bear, a great bear, raced across the field. It was greater than any seen in Middle-Earth, for it was nearly ten times the size of an ordinary bear. The beasts hide was a deep brown mixed with small patches of leaves that clung to the fur. Its massive body raced across the field at great swiftness toward the cottage. The sight of the racing bear sent a wave fear through Gandalf. He turned around and hurried toward the door, as the dwarves attempted to open it.

"Open the door." Gandalf ordered, rushing toward the safety. He took a glance back toward the charging bear that was quickly gaining upon them.

Thorin watched the charging beast from where he stood. Never before had he witnessed a beast of such a stature. If the door was not opened soon, the company would surely parish, even the most advent of warriors would surely fall to the great bear. He looked toward them. "Quickly!" Behind him, his men struggled with the door's latch to no avail. Thorin cast another glance toward the charging bear and stepped toward the door. He weaved his way to the door and took hold of the iron latch. Thorin lifted the latch, unlocking the door to the company.

With a great push, the door swung open. The dwarves rushed inside the safety of the house, one after another. They pushed and struggled to reach safety, crowding the entrance. Balin and Bifur hurried inside, quickly followed by Gandalf. No more than two seconds pass than did the bear reach the door, throwing its great weight into the heavy wood. The dwarves threw their weight into the doors, pinning the bears head between the two. The bear pushed back, trying to gain entrance into the cottage. The bear snarled viciously, snapping its jaw in the empty air. Bilbo reached for his sword, drawing it from its sheath, preparing himself for whatever may come. The dwarves cried aloud as they pushed against the door.

"Come on lads!" Dwalin urged.

Gandalf watched the events from a safe distance as the dwarves fended off the bear. The dwarves pushed the doors together, driving the bear out. They drew up a large wooden board and wedged it into place, locking the doors tight. The dwarves sighed with relief. Kili leaned his back against the door, heaving a sigh. Outside the bear snorted angrily.

"What is that?" Ori asked, turning toward Gandalf.

"That is our host." Gandalf answered. All eyes of the company turned to Gandalf, each sharing the same uncertain look to the wizards words. "His name is Beorn and he's a skin changer. Sometimes he's a huge black bear, sometimes he's a great strong man. The bear is unpredictable, but the man can be reasoned. However, he is not over fond of dwarves."

The news was unsettling to the company. Outside the bear, Beorn, snorted again.

Ori turned from the door. "He's leaving."

Dori quickly rushed to his brothers side and pulled him from the door. "Come away from there! It's not natural, not of it. It's obvious, he's under some dark spell."

Gandalf eyed the dwarf for a moment. "Don't be a fool. He's under no enchantment but his own."

Gandalf's words did little to bring comfort to the company. Their memories of their believed 'host' were far too recent to fully become at ease with the great bear still roaming about the area.

"Right." Gandalf called, sensing the dwarves unease. "Now, get some sleep all of you. You'll be quite safe tonight." He turned out of earshot. "I hope."

The company slowly dispersed through the small, yet large house. Though the house was small, every chair, table, mug, was sized more than the company imagined. Across the way from the door, up a single step stood a great table, hand carved along the legs and edges. Not even a step from the table was a massive chair, one that easily dwarfed the great wizard himself. The company slowly moved through the house, laying out their tarps upon the hay. The days tiring events quickly brought many to sleep. Save for one.

Thorin did not lay down his weapons and join his brothers in rest. He knew he would find none this evening. Not with that beast still roaming the woods outside the house, and the Orc pack certainly not far from it. Thorin stepped nearer to the large window that had been shut, peering out where he could. He barely made out the beasts retreating shape before the woods fully engulfed it. If anything good came from the beast, it would be safety from the Orc's. They surely were not foolish enough to cross paths with such a beast, no matter how many Wargs traveled within the pack. Azog would not risk it. Not when there was still easier prey about the forest, if he had not already disposed of her. No, if Azog were to continue in the forest, he would certainly seek out vengeance upon Valídhreníel. And that very thought was Thorin's unspoken fear for the night.

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I live! oh it feels so good to finally get another chapter up. I'm sorry for the long gap between updates. I've had a lot going on and little inspiration with this one. Sad day :( but there will be more I swear!


	4. Old Friends

The sun had given into the west, casting ever darkening shadows throughout the forest. The shadows of the trees had cast about a darkness throughout the forest, shadowing nearly everything from sight, an ideal occurrence for an ambush. Through the darkening forest, Validhreniel and Dcor traveled quickly, keeping out of range of Azog's party, but not nearly far enough. For hours they had raced down the mountain, leading Azog from the company, enraging his wrath further. No matter the distance placed between them and the party, Azog's enraging orders echoed into her ears, spurring her on.

The paws of Dcor pounded against the earth, taking them further through the forest. But the great beasts endurance was nears its end. He panted breathlessly as he raced across the earth. Validhreniel feared that he would not survive the night if he were to continue. She slowed him to a stop, turning toward their attackers. If only for him to catch his breath, they could spare a moment. Vali reached onto her back, taking up her bow. She withdrew an arrow and took a seated stance. Dcor's heart thundered away beneath her. His tongue hung in the air while the beast panted for breath. Vali held the string firmly in her grasp ,watching her darkness for the slightest movement. Vali waited on bated breath. Her body was rigged, ready to strike. Time was precious and fleeing quickly, but Dcor was not yet fully rested. To flee now would certainly mean his doom, and that was not a event Vali would accept nor endure.

A snapping branch behind caught her attention. Before she could alter her direction toward the sound, a great force struck her. Validhreniel cried out as eight distinct talons pierced her shoulders with enough force to throw her from Dcor's back. She fell to her earth, rolling some distance from Dcor. She skid to a stop, quickly rising to her knees. Her eyes fell to her bow, which had been lost during the attack. It lay several yards from her position, well out of reach. A Warg stepped toward her, crushing her bow under its weight. It growled viciously at Vali and took another step toward her.

From behind the Warg, Vali heard a vicious, threatening howl from Dcor. She peeked over the Warg's shoulder, catching sight of her faithful protector near her. The Warg turned toward Dcor, howling with an equal force of viciousness and threat. It was while the Warg was turned from Vali, that she noticed her fallen arrow well within her reach. She quickly dove after the arrow, catching the Warg's attention. It snarled and attacked. Dcor's jaws snapped at the empty air. He crouched low to the ground, preparing to attack her mistress' attacker. He leapt at the warring Warg, prepared to tears his opponent to shreds, when another Warg intervened. It leapt into the air, throwing its weight into Dcor's side. Dcor stumbled to the earth mere yards from Valídhreníel.

"No!" she screamed fearfully. Her eyes remained upon her fallen Warg, forced to watch helplessly as her faithful friend lay breathless upon the earth. With the arrow clutched tightly in her hand, she turned on her attacking Warg. Its jaws snapped menacingly at her, threatening to tear her apart. Vali took a deep breath and sprinted toward the Warg. She dropped to her knees and slid across the earth, diving beneath the Warg's mouth. She raised the arrow and drove it into the Warg's leg.

A piercing, pain filled howl echoed above her as she slid out for beneath the beast. The injured Warg howled in pain, limping on its injured leg. It turned toward Valídhreníel, its cold eyes glaring at her. It bark and went after her. Vali easily rolled from its path, reaching for one of her knives. She drew back and drove her knife through the Warg's hind leg. The Warg howled louder yet, collapsing on its wounded legs. It breathed heavily and tried in vain to rise to its feet.

A warm, bitter breeze wafted from behind Validhreniel. She smelt the vial scent of blood and rotting flesh that lingered in the air. With a slight turn of her head, Validhreniel's eyes caught sight of the teeth of a Warg, just as its jaws clamped around the fabric of her billowing cloak. With a great jerk, the Warg tossed Vali from its fallen mate. Her cloak tore from the force, throwing her to the earth. Vali struck the hard, uneven earth, braced with her arms. She rolled twice before Dcor's great body stopped her further. Dcor nudged her leg, checking his masters health. Vali tossed her braids about her shoulder, clearing her vision of the Warg. It circled her and Dcor, cold eyes never leaving hers. Validhreniel drew herself up to her feet and reached into the sling on Dcor's back. She drew her battle ax, gripping the rod tightly.

The circling Warg snarled as its passed, taking much effort in striking fear into his prey, though it did not succeed. Validhreniel never let her gaze stir from the Warg, not even when the one Warg became two, nor three. The Warg's circled around them, biding their time to strike. Waiting for their master to arrive and give their final order. Vali tightened her grip around her rod. She would not have it end at this; not by the order of that foul creature. Should this be her end, then she would have it end as she was meant to; meeting death head on. Validhreniel burst from Dcor's side, charging the head Warg. She made little distance before the Warg pounced upon her once more. Vali had little time, but managed to place her weapon between herself and the beasts jaws. The Warg clamped down upon the rod, effectively preventing itself from reaching its prey. The force of the Warg and its great weight was heavy against Vali. Its claw tips pierced through her jerkin and tunic with ease, just above her leather armor. The beasts breath washed over Vali's face time and time again as it tried to reach her.

Through the snarling of the Warg's, a great roar pierced through the forest night. All ears of every Warg perked at the terrifying sound. The Warg upon Validhreniel released its hold of her ax and removed its paw from her body. The wounded Warg's whined, limping away. Even Dcor had a sense of fear about him. Another roar echoed, sending every Warg fleeing in all directions. Dcor managed to his feet and limped around his mistress. He seemed unsure of leaving her, yet fearful of this new threat that drew nearer. Validhreniel rolled onto her knees, biting back the groan of pain the movement caused her. A third roar pierced through the night, closer than before, much too close. Fear coursed through her body. She had little time.

Valí pushed against Dcor's snout, turning him from her. _"Rima!"_

Dcor whined, pushing against her. Faithful indeed, but his faithfulness would end his life, and Vali would not allow that. She pushed against him harder, all but screaming at her friend. _"RIMA!"_

With new found energy, the wounded Warg limped from his mistress. Vali stood rooted in her spot, watching her last defense leave at her command. The forest was silent around, but the danger was growing closer. With Dcor out of sight, he would be safe, and **he** would not try ti kill Dcor. In his current state there would be no hesitation in killing a Warg, no matter the master. No, sending Dcor would shift the attention. **He** would be focused upon her. A task that did not feign danger.

"Just you and I." she whispered to the night. "Come and find me."

Cautiously taking each step one at a time, Validhreniel slowly began to move through the forest. She cast a quick glance at her surroundings, finding the clearing of the tree line just meters away. Just beyond the tree line, she could make out the large hedge wall that surrounded her, potential, sanctuary. Her only risk was simply whether or not she could make that distance. Given the closeness of the beast, the odds were not on her side. Taking the risk, Vali turned abruptly and sprinted off through the forest again. Her footsteps were the only sound, accompanied by her own pants. She maintained a watchful eye of her surroundings the further she ventured toward the tree line, mindful that this was **his** domain. Validhreniel dropped from a high entanglement of roos onto solid earth. She gasped on the impact and continued on. The forest was beginning to thin out in front of her. She weaved around the tree, clutching her ax within her grasp.

Suddenly a great mass slammed into her body. The great force tossed Vali into the air, slamming her body upon the earth. the handle of her ax was throw from her body, and lay but a few yards from her hand. The breath from her lungs was forced from her body, leaving Vali gasping breathlessly for air. Vali pushed against the earth, raising her body from the ground. Her eyes stared ahead of her, falling instantly upon the great bear that loomed over her. In an instant, the fear of being killing by Azog and his pack was overcome with the fear of the beast that stood before her now. The bear was twice the size of a man, making it nearly four time larger tha a dwarf. Its weight was more than enough to crush Vali if it desired. Its eyes stared directly into hers.

With a swift motion of its massive paw, the bear drew nearer to Validhreniel. Whether out of fear or respect, Vali remain rooted where she was. If she ran, it could easily outrun her as it had once before. Should she remain, her death would be swift. The bear drew near her, coming mere inches from her face. Its muzzle touched her head as it inhaled her scent. It pushed against her head, turning her head in several directions. Validhrneiel felt her heart racing within her chest. The bear snorted, blowing several loose strands around her face. It turned from her nad thundered on its way through the forest.

Valí watched until the bear was out of sight, and then a moment longer, beofre she rose to her feet. She took up her ax in her trembling grasp and turned toward the tree line. Her steps were slow and shaky, as she had but little strength remaining. She pushed through the branches and emerged from the forest, entering the great field before her. The grass danced against her boots as she made her steady way through the field. Her ax clattered against the earth beside her, now more a walking stick than an intended weapon. Before her, the hedge line lay some yards away, and beyond that, the house.

"I recall a time where no Orc, nor Warg, could be found alive in your company." came a low voice. "Their stench lingers on you still."

Valídhreníel spun around quickly, drawing up her ax in defense. She found herself standing mere yards from the man in question. Beorn stood tall, wearing only a simple pair of trousers, nearly three times her size. Valí slowly lowered her ax.

"You are far from your traveling path." he spoke, taking a step toward her. "Nor do you engage in a Warg pack."

Valídhreníel nodded. "Indeed. May I find refuge in your house for the night?"

Beorn bowed his head in agreement. "Your presence in my home is always welcome, Valídhreníel."

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okay, i'm sorry for the MASSIVE gap in updates. I swear I haven't forgotten this, just gotten busy. yes I will explain how Beorn knows Vali. it will be in the next chapter.


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